SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                For the quarterly period ended December 31, 2000

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                                    000-30087
                             Commission file number

                                  AMG OIL LTD.
        (Exact name of Small Business Issuer as Specified in its Charter)

         State of  Nevada                                           NA
   (State or other jurisdiction                              (I.R.S. Employer
 of Incorporation or Organization)                     or Identification Number)


                          Suite 700, 700 - 6th Avenue,
                              Calgary, AB, T2P-0T8
                     (Address of Principal Executive Offices)
                                 (403) 531-9718
                (Issuer's Telephone Number, including Area Code)

  Check whether the Issuer (1) filed all reports required to be filed by Section
  13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
 period that the Registrant was required to file such reports), and (2) has been
            subject to such filing requirements for the past 90 days.

                         Yes [X]                 No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS

    Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by court. Yes ___ No ___

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date: Common, $.00001 par value per share:
19,600,000 outstanding as of February 10, 2001

   Transitional Small Business Disclosure Format (check one): Yes ___ No _X_




<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

--------------------------------------------------------------------------------
AMG OIL LTD.
(A Development Stage Enterprise)
Consolidated Interim Balance Sheets
----------------------------------------------------------------------------


----------------------------------------------------------------------------
                              December 31,     December 31,   September 30,
                                 2000             1999            2000
                              (Unaudited -     (Unaudited -
                               Prepared by      Prepared by
                               Management)      Management)
----------------------------------------------------------------------------
Assets
Current
Cash                          $   357,538    $   257,573    $   850,808
Accounts receivable                   857            212            163
Prepaid expenses                    4,008          3,439          6,403
----------------------------------------------------------------------------

                                  362,403        261,224        857,374

Investments(Note 3)                14,963         39,775         31,041
Property and Equipment              5,120           -             5,378
Oil and gas interest(Note 4)      295,055        965,821        497,987
----------------------------------------------------------------------------

Total Assets                  $   677,541    $ 1,266,820    $ 1,391,780
============================================================================

Liabilities
Current
Accounts payable and
 accrued liabilities          $     8,029    $     6,057         15,012
Due to related parties
 (Note 5)                          49,742         12,939         23,404
----------------------------------------------------------------------------

Total Liabilities                  57,771         18,996         38,416
----------------------------------------------------------------------------

Commitments and Contingencies
(Notes 1 and 6)

Stockholders' Equity

Common stock, $0.00001 par
 value;(Note 7)
 100,000,000 shares
 authorized;
Issued and outstanding at
 December 31,
 2000: 19,600,000 shares
 1999: 14,200,000 shares              196            142            196
Additional paid-in capital      2,758,989      1,530,858      2,723,059
Deficit accumulated during
 the development stage         (2,139,415)      (283,176)    (1,369,891)
----------------------------------------------------------------------------

Total Stockholders' Equity        619,770      1,247,824      1,353,364
----------------------------------------------------------------------------

Total Liabilities and
 Stockholders' Equity         $   677,541    $ 1,266,820    $ 1,391,780
============================================================================



         See accompanying notes to the consolidated financial statements



<PAGE>


--------------------------------------------------------------------------------
AMG OIL LTD.
(A Development Stage Enterprise)
Consolidated Interim Statements of Operations
(Unaudited - Prepared by Management)
--------------------------------------------------------------------------------

                                                                    Cumulative
                                                                       From
                                                                    Inception
                                Three months      Three Months      on February
                                   Ended             Ended            1997 to
                                December 31,      December 31,      December 31,
                                    2000             1999              2000
--------------------------------------------------------------------------------

Expenses

General and administrative         56,200            10,069          410,469
Loss on sale of investment           -                 -              16,135
Write-down of investment           16,078            13,101          230,810
Write-down of oil and gas
  interest                        702,478              -           1,537,034
--------------------------------------------------------------------------------

                                  774,756            23,170        2,194,448
--------------------------------------------------------------------------------

Other Income

Interest Income                     5,232             3,415           48,094
Gain on sale of oil and gas
 interest                            -                 -               6,939
--------------------------------------------------------------------------------
                                    5,232             3,415           55,033
--------------------------------------------------------------------------------

Net loss for the period        $(769,524)        $  (19,755)     $(2,139,415)
================================================================================

Basic and diluted loss
 per share(Note 8)             $   (0.04)        $    (0.00)     $     (0.11)
================================================================================



         See accompanying notes to the consolidated financial statements

<PAGE>



--------------------------------------------------------------------------------
AMG OIL LTD.
(A Development Stage Enterprise)
Consolidated Interim Statements of Cash Flows
(Unaudited - Prepared by Management)
--------------------------------------------------------------------------------

                                                                    Cumulative
                                                                       From
                                                                     Inception
                                Three months      Three Months      on February
                                   Ended             Ended            1997 to
                                December 31,      December 31,      December 31,
                                    2000             1999              2000
--------------------------------------------------------------------------------

Operating Activities
Net loss for the period         $ (769,524)        $ (19,755)      $(2,139,415)
Adjustments to reconcile net
 loss to cash applied to
 operating activities:
 Depreciation                          359              -                  769
Compensation expense from
 stock Options                      35,930              -               78,185
 Loss on sale of investments           -                -               16,135
 Write-down of investments          16,078            13,101           230,810
 Write-down of oil and
  gas interest                     702,478              -            1,537,034
 Gain on sale of oil and
  gas interest                        -                 -               (6,939)
Changes in non-cash working
 capital:
 Accounts receivable                  (694)              120              (857)
 Accounts payable and
  accrued liabilities                3,817               (15)           18,829
 Due to related parties             15,538            12,939            38,942
 Prepaid expenses                    2,395            (3,439)           (4,008)
--------------------------------------------------------------------------------

Net cash provided by
 (used in) operating
 Activities                          6,377             2,711          (230,515)
--------------------------------------------------------------------------------

Financing Activities
Common shares issued for cash         -                 -            2,681,000
--------------------------------------------------------------------------------

Net cash provided by
 financing activities                 -                 -            2,681,000
--------------------------------------------------------------------------------

Investing Activities
Purchase of investments               -                 -             (324,856)
Proceeds from sale of
 investments                          -                 -               72,948
Oil and gas exploration
 expenditures                     (499,546)           (3,267)       (1,835,150)
Purchase of property and
 equipment                            (101)             -               (5,889)
--------------------------------------------------------------------------------

Net cash used in investing
 activities                       (499,647)           (3,267)       (2,092,947)
--------------------------------------------------------------------------------

Net increase (decrease) in
 cash during the period           (493,270)             (556)          357,538
Cash position - Beginning
 of period                         850,808           258,129              -
--------------------------------------------------------------------------------

Cash position - End
 of period                      $  357,538         $ 257,573       $   357,538
================================================================================



         See accompanying notes to the consolidated financial statements


<PAGE>


--------------------------------------------------------------------------------
AMG OIL LTD.
(A Development Stage Enterprise)
Consolidated Interim Statement of Changes in Stockholders' Equity
(Unaudited - Prepared by Management)
--------------------------------------------------------------------------------

For the Three Months Ended December 31, 2000
--------------------------------------------------------------------------------


                                                         Deficit
                                                        Accumulated     Total
                                           Additional    During the     Stock-
                        Common Stock        Paid-in     Development    holders'
                     Shares      Amount     Capital       Stage         Equity
                  --------------------------------------------------------------
Balance at
September 30, 2000  19,600,000   $196    $2,723,059    $(1,369,891)  $1,353,364

Net compensation
 expense from
 stock options                               35,930                      35,930

Net loss during
 the period                                               (769,524)    (769,524)
                  --------------------------------------------------------------
Balance at
 December 31,2000  19,600,000    $196    $2,758,989     $(2,139,415) $  619,770
                  ==============================================================




         See accompanying notes to the consolidated financial statements


<PAGE>


================================================================================
AMG OIL LTD. (Formerly Trans New Zealand Oil Company)
(A Development Stage Enterprise)
Notes to the Interim Consolidated Financial Statements
(Unaudited - Prepared by Management)
================================================================================

For the Three Months Ended December 31, 2000 and 1999
--------------------------------------------------------------------------------


NOTE 1 - NATURE OF OPERATIONS AND CONTINGENCIES

The Company was incorporated under the laws of the State of Nevada as Trans New
Zealand Oil Company on February 20, 1997.  The Company's name was subsequently
changed to AMG Oil Ltd. on July 27, 1998.  The business of the Company is the
acquisition and exploration of oil and gas interests.

The Company is a development stage enterprise and is required to identify that
these consolidated financial statements are those of a development stage
enterprise in accordance with paragraph 12 of Statement of Financial Accounting
Standards No. 7.  However, the Company is primarily engaged in the exploration
of PEP 38256, its only oil and gas interest, and is not engaged in the
development of PEP 38256, as that term is defined in the oil and gas industry.

The Company has yet to determine whether PEP 38256 contains oil and gas reserves
that are economically recoverable.  Further, there can be no assurance that the
Company will ever discover commercial quantities of oil and gas or obtain proved
reserves.  The recoverability of the amounts capitalized for oil and gas
property is dependent upon the completion of exploration work, the discovery of
oil and gas reserves in commercial quantities and the subsequent development of
such reserves.

The Company does not generate sufficient cash flow from operations to fund its
entire exploration activities and has therefore relied principally upon the
issuance of securities for financing. Additionally, the Company may reduce its
exposure in its oil and gas interest by farming out to other participants. The
Company intends to continue relying upon these measures to finance its
operations and exploration activities to the extent such measures are available
and obtainable under terms acceptable to the Company.  These conditions raise
substantial doubt regarding the Company's ability to continue as a going
concern.

Refer to Note 6

NOTE 2  -  ACCOUNTING PRINCIPLES AND USE OF ESTIMATES

The accompanying unaudited interim consolidated financial statements of AMG Oil
Ltd. and its wholly owned subsidiaries, AMG Oil Holdings Ltd., AMG Oil (NZ)
Limited and Trans New Zealand Oil (PNG) Limited have been prepared in accordance
with generally accepted accounting principles for interim financial information
and the instructions to Form 10-QSB as prescribed by the Securities and Exchange
Commission. This form 10-QSB should be read in conjunction with the Company's
September 30, 2000 Form 10-KSB. All material adjustments, which in the opinion
of management, are necessary for a fair presentation of the results for the
interim periods have been reflected. The results of the three months ended
December 31, 2000 are not necessarily indicative of the results to be expected
for the full year.

<PAGE>

================================================================================
AMG OIL LTD. (Formerly Trans New Zealand Oil Company)
(A Development Stage Enterprise)
Notes to the Interim Consolidated Financial Statements
(Unaudited - Prepared by Management)
================================================================================

For the Three Months Ended December 31, 2000 and 1999
--------------------------------------------------------------------------------


NOTE 3 - INVESTMENTS

Investments are comprised of 79,400 common shares (December 31, 1999: 79,400
shares) of Trans-Orient Petroleum Ltd. ("Trans-Orient") acquired at a cost of
$235,773 (December 31, 1999: $235,773) and having a fair value of $4,963
(December 31, 1999: $29,775) and 600,000 common shares (December 31, 1999:
600,000) of Gondwana Energy, Ltd. ("Gondwana") acquired at a deemed cost of
$10,000 and having a fair value of $10,000 (December 31, 1999: $10,000). During
the quarter ended December 31, 2000 the Company recorded a write-down of
investments of $16,078, compared to a $13,101 write-down for the comparable
period in 1999, resulting from an other-than-temporary impairment in the fair
value of Trans-Orient.  The amount of the write-down was accounted for as a
realized loss and included in earnings.

Refer to Note 5

NOTE 4 - OIL AND GAS INTEREST

As at December 31, 2000, the Company has a 50% participating interest in the
North Area and 58% participating interest of the South Area in Petroleum
Exploration Permit 38256 ("PEP 38256"), which was granted on August 25, 1997.
PEP 38256 is located in New Zealand and provides for the exclusive right to
explore for petroleum for an initial term of five years, renewable for an
additional five years.  One-half of the original area was relinquished on August
25, 2000, and a further one half of the remaining area is required to be
relinquished upon renewal of PEP 38256, by August 25, 2002.  The other
participant's in PEP 38256 are Indo-Pacific Energy Ltd. ("Indo-Pacific") (20%),
as the operator, Durum Cons. Energy Corp. ("Durum") (20% of the North Area
only), Magellan Petroleum Australia Limited (12% of the South Area only) and
Orion Exploration Limited (10%).

At December 31, 2000, PEP 38256 is in good standing with respect to its work
commitments.  The Company's share of the committed work program for the balance
of the 2001 fiscal year requires an estimated $50,000 of exploration
expenditures to be incurred.

Refer to Notes 5 and 6

NOTE 5 - RELATED PARTY TRANSACTIONS

Certain transactions of the Company noted below involve publicly traded
companies having some common directors, officers and/or a principal shareholder.
These companies are Indo-Pacific Energy Ltd. ("Indo-Pacific"), Trans-Orient
Petroleum Ltd. ("Trans-Orient"), Durum Cons. Energy Corp. ("Durum") and Gondwana
Energy, Ltd. ("Gondwana").

a)  Investments

    Investments consist of 79,400 common shares of Trans-Orient and 600,000
    common shares of Gondwana.

    Refer to Note 3


<PAGE>

b)  Oil and Gas Interest

    By a farmout agreement dated November 10, 2000, the Company assigned a 20%
    participating interest in the North Area of PEP 38256 to Durum in return for
    funding 40% of all costs of drilling the Arcadia-1 exploration well.

    Refer to Note 4

c)  Private Placements and Stock Options

    By a resolution dated October 31, 2000, the Company agreed to grant a
    director of the Company an option to purchase 15,000 common shares at an
    exercise price of $2.00 per share, vesting over three years.

    Refer to Note 7

d)  Consulting Agreements

    During the quarter ended December 31, 2000, the Company paid $4,817 (1999:
    $632) in consulting fees to directors of the Company.  During the quarter
    ended December 31, 2000, the Company incurred $ 9,218 (1999: $ Nil) in
    consulting fees to a Company having directors, officers and/or principal
    shareholders in common with the Company.

e)  Due to Related Parties

    At December 31, 2000 the Company owed $49,742 (December 31, 1999: Nil) to
    certain companies having some common directors, officers and/or a principal
    shareholder in common with the Company. This amount is non-interest bearing
    and has no fixed terms of repayment.

f)  Other

    During the quarter, the Company incurred $19,791 of mainly general and
    administrative costs through DLJ Management Corp., ("DLJ"), a wholly owned
    subsidiary of Trans-Orient. This amount represents costs incurred by DLJ on
    behalf of the Company.

NOTE 6 - COMMITMENTS AND CONTINGENCIES

The Company participates in oil and gas exploration and development activities
as a joint venturer with related parties and is contractually committed under
agreements to complete certain exploration programs.  The Company's management
estimates that the total commitments under various agreements are approximately
$100,000

The Company is not aware of any events of noncompliance in its operations with
any environmental laws or regulations nor of any potentially material
contingencies related to environmental issues.  However, the Company cannot
predict whether any new or amended environmental laws or regulations introduced
in the future will have a material adverse effect on the future business of the
Company.


<PAGE>

NOTE 7 - COMMON STOCK

a)  Authorized and Issued Share Capital

    The authorized share capital of the Company is 100,000,000 shares of common
    stock with a par value of $0.00001 per share.  At December 31, 2000, there
    were 19,600,000 shares (December 31, 1999: 14,200,000 shares) issued and
    outstanding.

b)  Stock Options

    The Company applies Accounting Principles Board Opinion No. 25: Accounting
    for Stock Issued to Employees ("APB 25") to account for all compensatory
    stock options granted.  Further, Statement of Financial Accounting Standards
    No. 123: Accounting for Stock-Based Compensation ("SFAS 123") requires
    additional disclosure to reflect the results of the Company had it elected
    to follow SFAS 123.

    SFAS 123 requires a fair value based method of accounting for all
    compensatory stock options using the Black-Scholes option pricing model.
    However, these models were developed for use in estimating the fair value of
    traded options and require the input of and are highly sensitive to
    subjective assumptions including the expected stock price volatility.

     The stock options granted by the Company have characteristics significantly
    different from those of traded options and, in the opinion of management,
    the existing model does not provide a reliable single measure of the fair
    value of any compensatory stock options granted by the Company.

    In accordance with SFAS 123, the following is a summary of the changes in
    the Company's stock options for the quarters ended December 31, 2000 and
    1999:


                                     2000                   1999
               -----------------------------------------------------------------
                                             Weighted                Weighted
                                             Average                 Average
                             Number          Exercise    Number      Exercise
Fixed Options               of Shares        Price      of Shares    Price
               -----------------------------------------------------------------

Balance at
 beginning
 of period                 1,017,500         $ 0.71     2,000,000    $ 0.50
Granted                       15,000         $ 2.00          -          -
Exercised                        -               -     (1,200,000)     0.50
Expired                     (800,000)          0.50          -          -
                           ---------                   ----------
Outstanding
 and
 exercisable
 at end of
 period                      232,500         $ 1.53       800,000    $ 0.50
                           =========                    =========

Weighted- average fair
 value of options
 granted during the
 period                                      $  -                    $  -
                                             ======                  ======

<PAGE>


During the quarter ended December 31, 2000, the Company granted stock options to
purchase 15,000 shares, exercisable at a price of $2.00 per share.  As these
stock options were not compensatory in nature, the calculation of compensation
cost under APB 25 and SFAS 123 do not apply.  Additionally, stock options to
purchase 800,000 shares at a price of $0.50 until December 31, 2000 expired as
they were not exercised.

During the 2000 fiscal year, the Company granted stock options to purchase a
total of 217,500 shares exercisable at a price of $1.50 per share. The weighted
average fair value of the options granted was estimated at the date of grant or
amendment using a Black-Scholes option pricing model with the following
weighted-average assumptions: risk free interest rate of 6.23%; volatility
factors of the expected market price of the Company's common stock of 1.49;
option lives of 5 years; and no expected dividends.

The following is a summary of the Company's net loss and basic and diluted loss
per share as reported and pro forma as if the fair value based method of
accounting defined in SFAS 123 had been applied for the quarter ending December
31, 2000 and 1999:

<TABLE>
<CAPTION>
                                      2000                                1999
                           ------------------------------   ------------------------------
                                As              Pro              As              Pro
                              Reported         Forma          Reported          Forma
                           ------------------------------   ------------------------------
<S>                        <C>              <C>             <C>             <C>
Net loss for the year      $(  769,524)     $  (758,111)    $    (19,755)   $    (19,755)
                           ----------------------------     ----------------------------

Basic and diluted
  loss per share           $     (0.04)     $     (0.04)    $      (0.00)   $      (0.00)
                           ----------------------------     ----------------------------
</TABLE>

The following stock options are outstanding at September 30, 2000:

                       Number              Price             Expiry
                      of Shares           per Share           Date
                   ---------------    ---------------    ---------------
                        217,500            $1.50             June 20, 2005
                         15,000            $2.00          October 31, 2005
                   ---------------
                        232,500
                   ---------------

NOTE 8 - LOSS PER SHARE

Statement of Financial Accounting Standards No. 128: Earnings per Share ("SFAS
128") replaces the presentation of primary earnings per share ("EPS") with a
presentation of both basic and diluted EPS for all entities with complex capital
structures including a reconciliation of each numerator and denominator.  Basic
EPS excludes dilutive securities and is computed by dividing income available to
common stockholders by the weighted-average number of common shares outstanding
for the year.  Diluted EPS reflects the potential dilution that could occur if
dilutive securities were converted into common stock and is computed similarly
to fully-diluted EPS pursuant to previous accounting pronouncements. SFAS 128
applies equally to loss per share presentations.


<PAGE>


Stock options outstanding are not included in the computation of diluted loss
per share as such inclusion would be antidilutive due to net losses incurred for
the quarters ended December 31, 2000 and 1999.

A reconciliation of the numerators and denominators of the basic and diluted
loss per share calculations are as follows:

                                          2000                1999
                                     ---------------     ---------------

Numerator, net loss for
  the period                         $      (769,524)    $       (19,755)
                                     ---------------     ---------------

Denominator:
Weighted-average number
  of shares Outstanding                   19,600,000          14,200,000
                                     ---------------     ---------------

Basic and diluted loss
  per share                          $         (0.04)    $         (0.00)
                                     ---------------     ---------------

NOTE 9  - INCOME TAXES

There are no income taxes payable by the Company. At December 31, 2000 the
Company has certain resource and other unused tax pools to offset future taxable
income derived in the United States and New Zealand. The benefits of these
resource and other tax pools have been offset by a valuation allowance of the
same amount.


ITEM 2     MANAGEMENT DISCUSSION AND PLAN OF OPERATION

Our company was incorporated on February 20, 1997 under the name Trans New
Zealand Oil Company by filing our Articles of Incorporation with the Secretary
of State in Nevada. We changed our name to AMG Oil Ltd. on July 27, 1998. We are
a Calgary, Alberta, Canada based oil and gas exploration company, and our
operations are conducted through our wholly-owned Subsidiary, AMG Oil (NZ) Ltd.
We conduct our exploration activities through an exploration office in
Wellington, New Zealand maintained by Indo-Pacific Energy Ltd., the operator on
our sole exploration Permit. In the future, although there can be no assurances,
we intend to participate in the exploration and, where warranted, development of
our existing permit and to investigate and to acquire interests in other oil and
gas properties in the Austral-Pacific region.

Our sole participating interest at present is in Petroleum Exploration Permit
38256 ("PEP 38256" or the "Permit"), a hydrocarbon exploration permit located on
the South Island of New Zealand.  The Permit is divided into two areas: (a) the
North Area containing the Arcadia Prospect and (b) the South Area, which
contains the Ealing Prospect.  Our existing Permit ownership interest and our
joint venture partners are the following:

Company                               South Area          North Area
-------                               ----------          ----------

AMG Oil Ltd.                            58%                   50%
Indo-Pacific Energy Ltd.                20%                   20%
Magellan Petroleum Australia Limited    12%
Durum Cons. Energy Corp.                                      20%
Orion Exploration Ltd.                  10%                   10%


<PAGE>


We have not received any revenues from oil & gas operations to date, and we are
in a start-up phase with our existing assets.  We currently have no significant
assets, tangible or intangible, other than the opportunities for our interest in
PEP 38256.  We have ongoing obligations with respect to PEP 38256 and we expect
to need to place additional securities with investors, in order to raise the
capital required for our ongoing activities until such time as we can generate
revenues from operations.

There can be no assurance that we will earn revenue, operate profitably or
provide a return on investment to our security holders.  Our activities to date
have consisted primarily of efforts to raise funds, acquire an interest in our
sole Permit, conduct preliminary seismic and geological studies over the Permit
and participate in drilling the Ealing-1 and Arcadia -1 exploration wells in the
fall of 2000.  Neither of the exploration wells resulted in hydrocarbon
discoveries, and the wells were subsequently abandoned.  As currently
structured, we propose to derive all of our revenue from a discovery of
commercial quantities of hydrocarbons in PEP 38256. By drilling the two
exploration wells, our company and our joint venture partners have met all the
Permit work obligations required for the initial five-year term, or to August
25, 2002.  We are now in the process of evaluating the information gained from
drilling the Arcadia-1 and Ealing-1 exploration wells, with a view to planning
future Permit exploration programs, if any.  If future exploration is warranted,
a critical part of our business plan will require capital to fund our share of
future seismic and drilling exploratory costs.  There can be no assurance that
we will be able to successfully raise the capital required, when required, to
meet our proportionate costs, or that we will be successful in discovering
commercial quantities of hydrocarbons, or that we will have access to capital to
develop a successful discovery without significant dilution or cost to our
stockholders.

Subsequent to August 1, 1999, our common shares have been quoted for trading on
the "Pink Sheets", operated by the National Quotation Bureau, under the symbol
"AMGO".  At February 10, 2001, our authorized capital consisted of 100,000,000
common shares with a par value of US$0.00001 per common share.  19,600,000
common shares were outstanding as of that date, on an undiluted basis.

Employees and Consultants

We are in the start up phase with respect to our business and none of our
executive officers are bound by employment agreements.  Mr. Cameron Fink
(President) and Mr. David Bennett (Vice-President of Exploration) devote less
than 20% of their time to our business.  We do not have any employees.
Indo-Pacific Energy Ltd., as the operator of the Permit and of which Mr. Bennett
is the President and CEO, conducts exploration activities on PEP 38256 on behalf
of the joint venture.  As the operator incurs expenses on the Permit, the
operator submits cash calls on a periodic basis to our company.  The dollar
value of the cash calls is based upon our respective percentage interests in PEP
38256.  All geological, exploration and technical services are provided by
consultants, through the joint venture.  We also receive corporate services from
DLJ Management Corp., a subsidiary of Trans-Orient Petroleum Ltd. The services
consist of shareholder relations and communications, administrative and
accounting support.  DLJ Management Corp. provides their services on an hourly
basis and has devoted less than 20% of their time to matters related to our
business.  DLJ Management Corp. bills monthly for its services on the basis of a
cost recovery basis for labor and rent, office costs, and employee benefits.


<PAGE>


Properties

We maintain a 120 square foot head office space, on a rent free basis, located
at Suite 700, 700 - 6th Avenue SW, Calgary, Alberta, Canada, from which our
President conducts business on behalf of our company.  The Permit operator
conducts business on our behalf in a 4000 square foot operations office in
Wellington, New Zealand.  This office space is shared with the operator of PEP
38256, Indo-Pacific Energy Ltd. and two other exploration companies.  The
operator bills us monthly for the facility on the basis of actual hours worked
for Permit related activities.

We currently have no oil or gas producing properties and at present, no known
deposits of oil or gas.  Currently, our sole asset is our 58% and 50% interests
in the South Area and North Area, respectively, of PEP 38256.  Indo-Pacific
Energy Ltd. is the operator of PEP 38256 and is carrying out the required
exploration programs on behalf of the joint venture pursuant to an operating
agreement dated June 25, 1998, under which our initial interest in the Permit
was acquired.  Under the terms of the operating agreement, each participant in
the Permit is entitled to a specified equity share or percentage in the Permit,
provided each participant pays for its pro rata share of expenditures or cash
calls related to the development of the Permit.  The level of expenditures and
the work program are determined by agreement between the members of the joint
venture, who vote pro rata with respect to their equity share with respect to
expenditure proposals.  If any participant, including the operator, fails to
meet its required obligations or pay its portion of the cash calls, that
participant will automatically relinquish its interest to the other participants
in the Permit.

PEP 38256 is located in the Canterbury Basin on the South Island of New Zealand.
The Canterbury Basin is located both onshore and offshore in the area
surrounding the city of Christchurch.  The total area of the Canterbury Basin is
approximately twelve million acres. The permit area is situated in the onshore
area surrounding Christchurch.  The initial permit term is five years, but a
minimum of 50% must be relinquished within three years.  On August 25, 2000 the
participants in PEP 38256 relinquished back to the government of New Zealand 50%
of the PEP 38256 permit area that was considered to be of lesser potential.
Subsequent to the relinquishment, PEP 38256 covers an area of approximately 1.3
million acres, containing all the prospects and exploration leads so far
identified by the our company and its joint venture partners.

Several sizable leads and prospects, including the Ealing, Arcadia and Chertsey
South Leads, were identified by the 125 miles of seismic data collected in 1998,
and by the 165 miles of seismic data collected in 1999.  The seismic acquired in
April 2000 focused on the Ealing and Arcadia Prospects with the goal of
determining suitable drilling locations.  In June/July 2000 the drilling
locations had been determined on the Ealing and Arcadia Prospects. On October
19, 2000 the Ealing-1 exploration well was spudded.  The main objective
sandstones were encountered near the predicted depth and are well developed, but
there was no evidence of commercial hydrocarbons.  The well was plugged and
abandoned. Subsequent to competing the Ealing-1 well, on November 12, 2000 the
Arcadia-1 well was spudded.  On November 20, 2000 it was announced that the
Arcadia-1 reached its target depth of 4,852 feet.  While reservoir quality
sandstones were encountered, no effective top seal to these was present, and
there was no evidence for commercial hydrocarbons.  The Arcadia-1 well was
plugged and abandoned.

The Permit is in good standing with the New Zealand Government, as we have met
all of the requirements under the initial work program.


<PAGE>


Results of Operations
---------------------

During the first quarter ended December 31, 2000, we focused our efforts on the
drilling of the two exploration wells.  We entered into three farm-out
agreements with third parties, under which we assigned a portion of our 80%
interest in exchange for each of the third parties paying a portion of the
drilling costs on the two wells.  These farm-outs enabled our company to meet
our drilling cost obligations under our option agreement with Indo-Pacific.

The first farm out agreement was entered into with Orion Exploration Limited
"Orion", a subsidiary of the Orion Group, on October 9, 2000.  Under the terms
of the agreement, Orion earned a 10% interest in both the South Area and North
Area of PEP 38256 by reimbursing us for a portion of past exploration costs, and
by contributing 20% to the cost of drilling both the Ealing-1 and Arcadia-1
wells.  We previously reported this transaction through the filing of a Form 8K,
filed on October 24, 2000, the contents of which are incorporated by reference
herein.

The second farm out agreement was entered into with Magellan Petroleum Australia
Limited "Magellan" on October 23, 2000.  Pursuant to the agreement, we granted
Magellan a 20% interest in the South Area of PEP 38256, which included the site
of the Ealing- 1 well.  In consideration for the interest, Magellan reimbursed
us for a portion of past exploration costs, and contributed 34% of the cost of
drilling the Ealing-1 well.  The agreement also provided Magellan with the
opportunity to acquire up to a 20% interest in the North Area.  Based upon the
unsuccessful results from drilling the Ealing-1 well, Magellan chose not to
exercise their option to acquire an interest in the North Area and under the
terms of the farm-out agreement, Magellan chose to reduce its interest in the
South Area to a twelve percent (12%).  We previously reported this transaction
through the filing of a Form 8K, filed on November 7, 2000, the contents of
which are incorporated by reference herein.

The third farm out agreement occurred on November 20, 2000 with Durum Cons.
Energy Corp. "Durum".  Pursuant to this agreement, we granted Durum a 20%
interest in the North Area of PEP 38256, which includes the site of the
Arcadia-1 well, with effect from the date on which the Arcadia-1 well spudded.
Durum earned a 20% interest in the North Area of PEP 38256 by reimbursing our
company for a portion of past exploration costs, and by contributing 40% to the
cost of drilling the Arcadia-1 well.  This transaction was previously reported
on a Form 8K, filed on November 20, 2000.  We are incorporating this report by
reference herein.

We did not generate any revenues from operations during the first quarter ended
December 31, 2000, or during the comparable quarter ended December 31, 1999. Our
sole revenues during the quarter were $5,232 in interest income compared to
$3,415 for the first quarter ended December 31, 1999.

Our total general and administrative expenses for the first quarter ended
December 31, 2000 were $56,200 compared to $10,069 for the comparable quarter.
$35,930 of this increase was the amortization of our compensation expense from
stock options issued to our officers, directors and consultants.  Most of the
balance of the remaining increase was related to an increase in shareholder
communication expenses during the first quarter ended December 31, 2000.

During the first quarter ended December 31, 2000, we wrote down our investment
in Trans-Orient Petroleum Ltd. to the approximate market value at the end of the
reporting period.  This write-down amounted to $16,078 versus $13,101 for the
first quarter ended December 31, 1999.  We also wrote down our interest in PEP
38256 to reflect the plugging and abandoning of the two exploratory wells during
the quarter and to reflect the approximate fair value for the interest in the


<PAGE>


Permit.  The write down amounted to $702,478 for the quarter ended December 31,
2000 and includes $499,546 of costs incurred during the first quarter for the
drilling of the two exploratory wells.

As a result of these transactions noted above, we incurred a loss of $769,524,
or $0.04 per share, compared to $19,755 for the first quarter ended December 31,
1999.

Liquidity and Capital Resources

During the first quarter ended December 31, 2000, we generated $6,377 from
operating activities compared to $2,711 in 1999.  We expended $499,546 on
exploration activities within PEP 38256 compared to $3,267 during the same
period last year.  The increase is related solely to the drilling of the two
exploration wells, which commenced during the quarter and were then subsequently
plugged and abandoned.

At December 31, 2000 our current assets totaled $362,403 compared to $261,224 at
the end of the comparable period last year.  Our current assets consisted of
$357,538 in cash, $857 in accounts receivable and $4,008 in prepaid expenses.
Our current liabilities at December 31, 2000 were $57,771, of which $38,942 was
due to Indo-Pacific for Permit costs.  Cash on hand is currently our only source
of liquidity.  We do not have any lending arrangements in place with banking or
financial institutions and we do not anticipate that we will be able to secure
these funding arrangements in the near future.

We believe our existing cash balances are sufficient to carry our normal
operations for the next twelve months, unless additional seismic and drilling
activities are undertaken during this period.  To the extent that we require
additional funds to support our operations or the expansion of our business, we
may sell additional equity or issue debt.  Any sale of additional equity
securities will result in dilution to our stockholders.  There can be no
assurance that additional financing, if required, will be available to our
company or on acceptable terms.

Forward-Looking Statements
--------------------------

This Form 10-QSB includes certain statements that may be deemed to be
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995.  All statements in this Form 10-QSB, other than
statements of historical facts, that address activities, events or developments
that we expect, believe or anticipate will or may occur in the future, including
operating costs, future capital expenditures (including the amount and nature
thereof), the drilling of wells, reserve estimates and other such matters are
forward-looking statements.  Although we believe the expectations expressed in
such forward-looking statements are based on reasonable assumptions within the
bounds of our knowledge of our business, such statements are not guarantees of
future performance and actual results or developments may differ materially from
those in the forward-looking statements.

Factors that could cause actual results to differ materially from those in
forward-looking statements include: oil and gas prices; exploitation and
exploration successes; continued availability of capital and financing; general
economic, market or business conditions; acquisition opportunities or lack of
opportunities; changes in laws or regulations; risk factors listed from time to
time in our reports filed with the Securities and Exchange Commission; and other
factors.


<PAGE>

PART II -OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 2. Changes in Securities

None

Item 3. Defaults Upon Senior Securities

None

Item 4. Submissions of Matters to a Vote of Security Holders

None

Item 5. Other Information

None

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

Exhibit No.     Exhibit Description Page No

27.1               Financial Data Schedule

(b) Reports on Form 8-K.

On October 18, 2000 we filed a Form 8-K to disclose the confirmation from the
Minister of Energy of New Zealand that the third year exploration well be
spudded by October 31, 2000, rather than August 30, 2000.

On October 24, 2000 we filed a Form 8-K to disclose the farm-out agreement with
Orion Exploration Limited, under which Orion earned a 10% interest in PEP 38256
by reimbursing our company for a portion of past exploration costs and by
contributing 20% of the cost of drilling the two exploration wells.

On November 7, 2000 we filed a Form 8-K to disclose the farm-out agreement with
Magellan Petroleum Australia Limited, under which Magellan was entitled to earn
a 20% interest in the south area of PEP 38256 by reimbursing our company for a
portion of past exploration costs and by contributing to the cost of drilling
the Ealing-1 well.  The total contribution to be provided by Magellan was capped
at NZ$777,580.

On December 5, 2000 we filed a Form 8-K to disclose the farm-out agreement with
Durum Cons. Energy Corp., under which Durum was entitled to a 20% interest in
the north area of PEP 38256 by reimbursing our company for past costs and by
paying for 40% of the costs to drill the Arcadia-1 well.


<PAGE>


In accordance with the requirements of the Exchange Act, the company has caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                                AMG Oil Ltd.
                                                (Registrant)


Dated: February 12, 2001            By:      /s/Cameron Fink
                                         --------------------------------
                                            Cameron Fink, President

Dated: February 12, 2001            By:     /s/Michael Hart
                                         --------------------------------
                                           Michael Hart, Secretary


<PAGE>